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maturity, upon surrender of the Certificates to be exchanged at the principal office of the <br />Registrar. Whenever any Certificates are so surrendered for exchange, the City shall execute (if <br />necessary), and the Registrar shall authenticate, insert the date of registration of, and deliver the <br />Certificates which the Holder making the exchange is entitled to receive. <br /> <br /> Ail Certificates surrendered upon any exchange or transfer provided for in this resolution <br />shall be promptly canceled by the Registrar and thereafter disposed o fas directed by the City. <br /> <br /> All Certificates delivered in exchange for or upon transfer of Certificates shall be valid <br />general obligations of the City evidencing the same debt, and entitled to the same benefits under <br />this resolution, as the Certificates surrendered for such exchange or transfer. <br /> <br /> Every Certificate presented or surrendered for transfer or exchange shall be duly <br />endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the <br />Registrar, duly executed by the Holder thereof or the Holder's attorney duly authorized in <br />writing. <br /> <br /> The Registrar may require payment ora sum sufficient to cover any tax or other <br />governmental charge payable in connection with the transfer or exchange of any Certificate and <br />any legal or unusual costs regarding transfers and lost Certificates. <br /> <br /> Transfers shall also be subject to reasonable regulations of the City contained in any <br />agreement with the Registrar, including regulations which permit the Registrar to close its <br />transfer books between record dates and payment dates. The Administrator is hereby authorized <br />to negotiate and execute the terms of said agreement. <br /> <br /> 11. Rights Upon Transfer or Exchange. Each Certificate delivered upon transfer of or <br />in exchange for or in lieu of any other Certificate shall carry all the rights to interest accrued and <br />unpaid, and to accrue, which were carried by such other Certificate. <br /> <br /> 12. Interest Payment; Record Date. Interest on any Certificate shall be paid on each <br />Interest Payment Date by check or draft mailed to the person in whose name the Certificate is <br />registered (the "Holder") on the registration books of the City maintained by the Registrar and at <br />the address appearing thereon at the close of business on the first day of the calendar month of <br />such Interest Payment Date (the "Regular Record Date"). Any such interest not so timely paid <br />shall cease tobe payable to the person who is the Holder thereof as of the Regular Record Date, <br />and shall be payable to the person who is the Holder thereof at the close of business on a date <br />(the "Special Record Date") fixed by the Registrar whenever money becomes available for <br />payment of the defaulted interest. Notice of the Special Record Date shall be given by the <br />Registrar to the Holders not less than ten (10) days prior to the Special Record Date. <br /> <br /> 13. Treatment of Registered Owner. The City and Registrar may treat the person in <br />whose name any Certificate is registered as the owner of such Certificate for the purpose of <br />receiving payment of principal of and premium, if any, and interest (subject to the payment <br />provisions in paragraph 12 above) on, such Certificate and for all other purposes whatsoever <br />whether or not such Certificate shall be overdue, and neither the City nor the Registrar shall be <br />affected by notice to the contrary. <br /> <br />18489~4vl l l <br /> <br /> <br />